This article is from the Australian Property Journal archive
THE relationship between publican ALE Property Group and its largest shareholder Caledonia (Private) Investments has fizzled with Caledonia scoring the first strike in its bid to spill the ALE board, after the directors rejected Caledonia’s takeover bid.
Yesterday the ultra high net worth wealth manager, which owns a 25.84% interest in ALE, teamed up with other shareholders to vote against ALE’s remuneration report.
Approximately 52.77% of votes were cast against adopting the remuneration report, defeating the resolution.
Under the ASX two strikes rule, if 25% or more votes are cast against a listed company’s remuneration report for two consecutive AGMs, a spill of all board positions would be called.
The spill resolution would be put to a vote and if 50% or more votes were cast in favour, a board will occur and the company has 90 days to elect new directors.
Based on Caledonia’s 25.84% interest, it could easily launch a second strike at the next AGM and force a board spill motion by voting against the remuneration report again.
Moreover, if the same 52.77% of votes cast yesterday was repeated in a future AGM in favour of the spill resolution, all positions on the ALE board would be up for grabs.
ALE said it had Caledonia why it decided to vote against the adoption of the remuneration report, however Caledonia has not responded.
Earlier this month, Caledonia made a cash offer of $3.95 per stapled security to acquire 100% of ALE, which was rejected by the board.
ALE chairman Peter Warne yesterday reiterated that the Caledonia offer significantly undervalues the group and would not be in the best interests of securityholders.
“I would point out that since advising the market that ALE had received the proposal and had subsequently rejected it, we have received overwhelming support from the shareholders we have spoken to agreeing with our decision.
“In fact, other than Caledonia, we have not had one shareholder who has disagreed with our action,” Warne said.
Australian Property Journal
